severability of interest clause providing that such policy shall operate in the same manner as if
there were a separate policy covering each insured, (5) waive any right of set-off against Lessee
or Lessor, and any rights of subrogation against Lessor, and (6) be primary and not be subject to
any offset by any other insurance carried by Lessor or Lessee. Lessee hereby appoints Lessor as
Lessee’s attorney-in-fact to make proof of loss and claim for and to receive payment of and to
execute or endorse all documents, checks or drafts in connection with all policies of insurance in
respect of the Aircraft. Lessor shall not act as Lessees attorney-in-fact until the occurrence and
during a continuation of an Event of Default or any incipient default under Sections 12(a)(i),
(vii) or (viii). Lessee shall pay any reasonable expenses of Lessor in adjusting or collecting
insurance proceeds. Lessor shall pay proceeds of any insurance claim in an amount not exceeding
five hundred thousand ($500,000) \_ United States dollars to Lessee and Lessee shall, as promptly as
practicable, repair the Aircraft or repair or replace any part thereof. Lessor may, at its option,
apply proceeds of insurance with respect to claims in excess of five hundred thousand ($500,000) United States dollars , in whole or in part, to (A) repair the Aircraft, or repair or replace any
part thereof, or (B) satisfy any obligation of Lessee to Lessor due under this Lease.




|  |  |  |
| --- | --- | --- |
| **11.** |  | **RETURN OF AIRCRAFT:** |